Common use of Tax-Deferred Reorganization Clause in Contracts

Tax-Deferred Reorganization. The parties hereto shall use ---------------------------- their reasonable best efforts to cause the Merger to constitute a tax-deferred reorganization under Code Sec.368(a). The Company represents that as of the date hereof, it has no plan or intention to liquidate, merge or cause the Surviving Corporation to sell or otherwise dispose of its assets, or do any other act that would jeopardize the qualification of the Merger contemplated by this Agreement as a tax-deferred reorganization within the meaning of Sec.368(a) of the Code. All parties covenant to report on their applicable federal and state tax returns the Merger and the consequences of the Merger consistently with the foregoing.

Appears in 2 contracts

Samples: Merger Agreement (Worldwide Petromoly Inc), Merger Agreement (Worldwide Petromoly Inc)

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Tax-Deferred Reorganization. The parties hereto shall use ---------------------------- their commercially reasonable best efforts to cause the Merger to constitute a tax-deferred reorganization under Code Sec.368(aSection 368(a). The Company Parent represents that as of the date hereof, it has no plan or intention to liquidate, merge or cause the Surviving Corporation to sell or otherwise dispose of its assets, or do any other act that would jeopardize the qualification of the Merger contemplated by this Agreement as a tax-deferred reorganization within the meaning of Sec.368(aSection 368(a) of the Code. All parties covenant to report on their applicable federal and state tax returns the Merger and the consequences of the Merger consistently with the foregoing.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Aim Group Inc), Merger Agreement (Aim Group Inc)

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Tax-Deferred Reorganization. The parties hereto shall use ---------------------------- their reasonable best efforts to cause the Merger to constitute a tax-deferred reorganization under Code Sec.368(ass.368(a). The Company represents that as of the date hereof, it has no plan or intention to liquidate, merge or cause the Surviving Corporation to sell or otherwise dispose of its assets, or do any other act that would jeopardize the qualification of the Merger contemplated by this Agreement as a tax-deferred reorganization within the meaning of Sec.368(ass.368(a) of the Code. All parties covenant to report on their applicable federal and state tax returns the Merger and the consequences of the Merger consistently with the foregoing.

Appears in 2 contracts

Samples: Merger Agreement (Grace Development Inc), Merger Agreement (Grace Development Inc)

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